6-K
D-MARKET Electronic Services & Trading (HEPS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
Dateof Report: March 24, 2023
Commission File Number: 001-40553
D-MARKET Elektronik Hizmetler ve Ticaret Anonim Şirketi
(Exact Name of registrant as specified in its charter)
D-MARKET Electronic Services & Trading
(Translation of Registrant‘s Name into English)
Kuştepe Mahallesi Mecidiyeköy Yolu
Cadde no: 12 Kule 2 K2
Istanbul, Turkey
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F x Form 40-F ¨
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| D-MARKET ELECTRONIC SERVICES & TRADING | ||
|---|---|---|
| March 24, 2023 | By: | /s/ NİLHAN GÖKÇETEKİN |
| Name: | Nilhan Gökçetekin | |
| Title: | Chief Executive Officer | |
| By: | /s/ H. KORHAN ÖZ | |
| --- | --- | |
| Name: | H. Korhan Öz | |
| Title: | Chief Financial Officer |
EXHIBITS
| Exhibit | Title |
|---|---|
| 99.1 | Press<br> release of D-MARKET Electronic Services & Trading dated March 24, 2023 announcing the receipt of a Nasdaq notification |
Exhibit 99.1

Hepsiburada Receives Nasdaq Notification RegardingMinimum Bid Price Requirement
ISTANBUL, March 24, 2023 - D-MARKET Electronic Services & Trading (d/b/a “Hepsiburada”) (NASDAQ: HEPS), a leading Turkish e-commerce platform (referred to herein as “Hepsiburada” or the “Company”), announces that on March 22, 2023 it received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the bid price for the Company‘s American depositary shares (“ADSs”), each representing one Class B ordinary share of the Company, had closed below the minimum bid price requirement (“Minimum Bid Requirement”) of US$1.00 per share under the Nasdaq Listing Rules (the “Listing Rules”). Based on the closing bid price of the Company’s ADSs for the last 30 consecutive business days, the Company has failed to meet the Minimum Bid Requirement for continued listing on the Nasdaq Global Select Market set forth in Listing Rule 5450(a)(1) during that period. The Notice is only a notification that the Company is not in compliance with the Minimum Bid Requirement, it is not a notice of imminent delisting, and it has no immediate effect on the listing or trading of the Company’s ADSs on the Nasdaq Global Select Market.
Pursuant to Listing Rule 5810(c)(3)(A), the Company has 180 calendar days from the date of the Notice, or until September 18, 2023, to regain compliance with the Minimum Bid Requirement, during which time the ADSs will continue to trade on the Nasdaq Global Select Market. The Company may regain compliance with the Minimum Bid Requirement if at any time before September 18, 2023, the bid price of the ADSs closes at or above US$1.00 per ADS for a minimum of 10 consecutive business days.
The Company’s business operations are not affected by the Nasdaq notification letter. The Company will consider any measures necessary in order to regain compliance with the Minimum Bid Requirement.
This announcement is made in compliance with Listing Rule 5810(b), which requires disclosure of receipt of a Minimum Bid Requirement notification within four business days.
About Hepsiburada
Hepsiburada is a leading e-commerce technology platform in Türkiye, connecting over 55 million members with over 160 million SKUs in over 30 categories on its hybrid operating model where direct sales on 1P (retail) and approximately 100,000 merchants on 3P (marketplace) provide goods and services.
With its vision of leading digitalization of commerce, Hepsiburada acts as a reliable, innovative and purpose-led companion in consumers’ daily lives. Hepsiburada’s e-commerce platform provides a broad ecosystem of capabilities for merchants and consumers including: last mile delivery and fulfilment services; advertising; grocery delivery; and payment services, delivered through Hepsipay, Hepsiburada’s payment companion and BNPL solutions provider. HepsiGlobal offers selection from international merchants via its inbound arm while outbound operations aim to enable merchants in Türkiye to make cross-border sales.
Since its founding in 2000, Hepsiburada has been purpose-led, leveraging its digital capabilities to develop the role of women in the Turkish economy. Hepsiburada started the ‘Technology Empowerment for Women Entrepreneurs’ programme in 2017, which has supported approximately 42,000 female entrepreneurs throughout Türkiye reach millions of customers with their products.
InvestorRelations Contact
ir@hepsiburada.com
MediaContact
corporatecommunications@hepsiburada.com
hepsiburada@brunswickgroup.com